2009 (12) TMI 930

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....1) Heard Learned Counsel for the parties. (2) Sanction of the Court is sought under Sections 391 to 394 of the Companies Act 1956 to a Scheme of Arrangement between Vodafone Essar Limited; Vodafone Essar Mobile Services Limited; Vodafone Essar East Limited; Vodafone Essar Gujarat Limited; Vodafone Essar South Limited; Vodafone Essar Digilink Limited; Vodafone Essar Cellular Limited, and Vodafone Essar Infrastructure Limited, and their respective Shareholders. (3) Separate petitions under Sections 391 to 394 of the Companies Act were filed by the Second Transferor Company Vodafone Essar Mobile Services Limited, by the Third Transferor Company Vodafone Essar East Limited before the Calcutta High Court; by the Fourth Transferor Company V....

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.... only to such part dealing with such Transferor Company(ies). The remaining portion of the Scheme shall continue in full force and effect. In such an event, the relevant Transferor Company(ies) in respect of which the Scheme has not been sanctioned shall bear and pay its costs, charges and expenses for and/or in connection with the Scheme. (5) Counsel appearing on behalf of the Petitioner has stated that the Petitioner has complied with all requirements in accordance with the directions of this Court and has filed necessary affidavits of compliance in the Court. Moreover, the Petitioner undertakes to comply with all statutory requirements, if any, as required under the Companies Act, 1956 and the rules made there under. (6) The Region....

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....lding of either the Petitioner Company or the Transferee Company. The Scheme also does not involve any foreign exchange related transaction. The Petitioner has stated before the Court that there is no provision under the Foreign Exchange Management Act, 1999, as amended, or under the rules, regulations or circulars issued thereunder or otherwise which requires the Petitioner Company to file the Scheme or the order of this Hon'ble High Court approving the Scheme with the Reserve Bank of India. (8) The Petitioner has in para 7(ii) of the Rejoinder dealt with the contention in para 6(ii) of the affidavit of the Regional Director and has contended that the Petitioner Company is a mobile telecommunications service provider and holds a Unified....

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....gory - I by the Department of Telecommunications which permits the Transferee Company to establish and maintain Passive Infrastructure Assets (as defined in the scheme of arrangement) to lease, rent or sell such assets to licensees of Telecom Services licensed under Section 4 of the Indian Telegraph Act, 1885. A true copy of the Registration Certificate for Infrastructure Provider Category - I dated 17 June 2008 issued by the Department of Telecommunications is annexed as Exhibit A thereto. (9) The Petitioner has in para 7(iii) of the said Rejoinder dealt with the contention raised in para 6(iii) of the affidavit of the Regional Director and has contended that the Deputy Commissioner of Income Tax, Circle- 8, Ahmedabad has filed certain ....